Financial Advisor Program, October 2012 Program Description. Future Scholar. The Columbia Management Future Scholar 529 College Savings Plan

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1 Future Scholar 529 College Savings Plan The Columbia Management Future Scholar 529 College Savings Plan Persons having questions concerning the Future Scholar 529 College Savings Plan (the Program ), including procedures for opening an Account or wishing to request an Account Application or other Account forms, should contact their financial professional, call the Program Manager, toll-free at or visit the Program s website at columbiamanagement.com. Questions or requests for information also may be addressed in writing to: Future Scholar 529 College Savings Plan P.O. Box 8036 Boston, MA Financial Advisor Program, October 2012 Program Description

2 This Program Description should be retained for future reference as it sets forth information you should know before participating in the Financial Advisor Program, including information about sales charges, fees, expenses, tax consequences and investment risks. Account Owners should rely only on the information contained in the Program Description (and any supplements). No one is authorized to provide information that is different from the information contained in the Program Description (and any supplements). The information in the Program Description is believed to be accurate as of October, 2012 and is subject to change without notice. The Portfolios and Underlying Funds may change. This Program Description will be updated from time to time to reflect changes determined to be material. Account Owners or Designated Beneficiaries are not permitted to direct or control the investments of the Portfolios or the Underlying Funds, and do not have access or rights to any assets of the Office of State Treasurer, the State of South Carolina or the Program other than Trust Fund assets credited to the Account Owner or Designated Beneficiary. No Individual Tax Advice. To ensure compliance with requirements imposed by the Internal Revenue Service ( IRS ), you are hereby informed that any statements in this Program Description concerning U.S. tax issues (i) are not offered as individual tax advice to any person, (ii) are provided as general information in connection with the promotion or marketing of the Program, and (iii) are not provided or intended to be used, and cannot be used by any taxpayer, for the purpose of avoiding U.S. tax penalties. Each taxpayer should seek advice, based on the taxpayer s particular circumstances, from an independent tax advisor. State Tax and Other Benefits. If you are not a South Carolina taxpayer, consider before investing whether your or the beneficiary s home state offers a Section 529 Program that provides its taxpayers with favorable state tax or other benefits that may only be available through investment in the home state s Section 529 Program, and which are not available through investment in the Future Scholar 529 College Savings Plan. Since different states have different tax provisions, this Program Description contains limited information about the state tax consequences of investing in the Program. Therefore, please consult your financial, tax, or other advisor to learn more about how state-based benefits (or any limitations) would apply to your specific circumstances. You also may wish to contact your home state s Section 529 Program(s), or any other Section 529 Program, to learn more about those plans features, benefits and limitations. Keep in mind that state-based benefits should be one of many appropriately weighted factors to be considered when making an investment decision. Except for the Columbia Bank Deposit 529 Portfolio, Program Accounts are not bank deposits, are not insured by the Federal Deposit Insurance Corporation ( FDIC ) or any other government agency, are not debts or obligations of, or guaranteed by, any bank or other financial institution, including the Office of State Treasurer, the State of South Carolina, Branch Banking and Trust Company, the Program Manager or its affiliates. FDIC insurance is provided for the Columbia Bank Deposit 529 Portfolio only, which invests in one or more FDIC-insured omnibus deposit accounts ( Bank Deposit Account ) held in trust by the Program at Bank Branching and Trust Company ( BB&T ). Contributions to and earnings on the investments in the Bank Deposit Account are insured by the FDIC on a pass-through basis to each Account Owner up to the maximum amount set by federal law currently $250,000. The amount of FDIC insurance provided to an Account Owner is based on the total of: (a) the amount of an Account Owner s investment in the Columbia Bank Deposit 529 Portfolio; and (b) the amount or amounts of all other accounts held by the Account Owner at BB&T, as determined in accordance with BB&T records and FDIC regulations. The Program is not responsible for determining how an Account Owner s investment in the Columbia Bank Deposit 529 Portfolio will be aggregated with other accounts held by the Account Owner at BB&T for purposes of the FDIC insurance. Investments in the Financial Advisor Program involve investment risks including possible loss of principal. None of the State of South Carolina, the Treasurer, any agency or instrumentality of South Carolina, Columbia Management Investment Advisers, LLC, Columbia Management Investment Distributors, Inc., Boston Financial Data Services, Inc., Ameriprise Financial, Inc. or any of their affiliates, any agent or representative retained in connection with the Financial Advisor Program or any other person, is an insurer of, makes any guarantee of or has any legal or moral obligation to insure the ultimate payout of any or all of the amount of any Contribution to an Account or that there will be any investment return or investment return at any particular level with respect to any Account. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the adequacy of this Program Description or the Participation Agreement. Any representation to the contrary is a criminal offense. These securities have not been registered with the Securities and Exchange Commission or any state securities commission. 2

3 TABLE OF CONTENTS PROGRAM HIGHLIGHTS OCTOBER DEFINITIONS OF KEY TERMS... 7 INTRODUCTION... 9 General... 9 Opening a New Account... 9 Plans within the Program... 9 PARTICIPATION AND ACCOUNTS Establishing an Account Contributions Rollover Contributions Ownership of Contributions Changing Investment Portfolios within the Program Successor Account Owners Investment and Account Balances Account Duration Prohibition on Pledges, Assignments and Loans Creditor Claims Application of Community Property Laws Withdrawals Qualified Withdrawals Non-Qualified Withdrawals and the Additional Tax Qualifying Rollovers to Other Section 529 Programs Residual Account Balances Termination Change of Designated Beneficiary THE FUTURE SCHOLAR PORTFOLIOS Portfolio Selection Age-Based Portfolio Options Target Allocation Portfolios Single Fund Portfolios Investment Options Portfolio Allocations Target Allocations of Target Allocation Portfolios Underlying Fund Share Classes Columbia Bank Deposit 529 Portfolio HISTORICAL INVESTMENT PERFORMANCE Portfolio Performance Columbia Legacy Capital Preservation 529 Portfolio Description of Benchmark Indices PROGRAM FEES, EXPENSES AND SALES CHARGES Maintenance Fee Other Fees Annual Asset-Based Fees What It Costs to Invest in the Program Expense Examples Choosing Pricing Alternatives Indirect Expenses Compensation with Respect to the Columbia Legacy Capital Preservation 529 Portfolio Additional Compensation to the Program Manager Other Compensation to Broker-Dealers Underlying Fund Expenses

4 SUMMARY OF INVESTMENT OBJECTIVES, PRINCIPAL INVESTMENT STRATEGIES AND PRINCIPAL RISKS OF THE CURRENT UNDERLYING FUNDS Domestic Equity Funds International Equity Funds Fixed Income Securities Funds International Fixed Income Funds Cash and Cash Equivalents Columbia Legacy Capital Preservation 529 Portfolio TAX TREATMENT OF INVESTMENTS AND WITHDRAWALS Federal Taxation of Section 529 College Savings Programs Rollovers and Transfers Coordination of Federal Tax Benefits Coverdell Education Savings Accounts American Opportunity, Hope Scholarship and Lifetime Learning Tax Credits Federal Gift, Estate and GST Taxes Taxation by the State of South Carolina Taxation by Other States PROGRAM AND PORTFOLIO RISKS AND OTHER CONSIDERATIONS Risks of Participation in the Program Status of Federal and State Law and Regulations Governing the Program Investment Risks of Underlying Funds Risks Applicable to the Underlying Funds Advised by Columbia Management Investment Advisers, LLC Risks Applicable to the Underlying Fund Advised by American Century Investment Management Inc Risks Applicable to the Underlying Funds Advised by BlackRock Fund Advisors (BFA) Risks Applicable to the Underlying Fund Advised by Dimensional Fund Advisors LP Risks Applicable to the Underlying Funds Advised by Fidelity Management and Research Company Risks Applicable to the Underlying Fund Advised by Franklin Advisers, Inc Risks Applicable to the Underlying Fund Advised by J.P. Morgan Investment Management, Inc Risks Applicable to the Underlying Fund Advised by Massachusetts Financial Services Company (MFS) Risks Applicable to the Underlying Fund Advised by Nuveen Fund Advisors, Inc., Subadvised by Winslow Capital Management, Inc Investment Risks of Columbia Legacy Capital Preservation 529 Portfolio (formerly known as the Conservative Portfolio) Investment Risks of Columbia Bank Deposit 529 Portfolio THE PROGRAM AND THE TRUST FUND The Program The Trust Fund Special Benefits Available to South Carolina Residents PROGRAM MANAGEMENT AND ADMINISTRATION Office of State Treasurer Program Manager and Affiliates BFDS JP Morgan Chase Bank THE MANAGEMENT AGREEMENT Standard of Care Payments from Underlying Columbia Funds Termination of Agreement Audits MISCELLANEOUS Regulatory Matters Securities Laws Continuing Disclosure Obtaining Additional Information About the Program PARTICIPATION AGREEMENT PRIVACY POLICY NOTICE

5 FUTURE SCHOLAR 529 COLLEGE SAVINGS PLAN PROGRAM HIGHLIGHTS OCTOBER 2012 This Program Highlights section highlights certain key features of the Advisor Program. More detailed information about the Program, including establishing a Future Scholar Account, the Portfolios, fees and expenses, investment risks, and tax consequences, are described in the pages that follow. Please read this entire Program Description and the Participation Agreement carefully before investing and keep them for future reference. Certain Key Terms used in this Program Description and the Participation Agreement are defined beginning on page five. Management and Administration Investment Options Maximum Contribution Limit Minimum Contribution Potential Tax Advantages Applicability to Schools Qualified Withdrawals State Residency Requirement The Program is an investment program administered by the Treasurer to provide a taxadvantaged method of funding higher education expenses. Columbia Management is the Program Manager and performs certain investment, management, and administrative functions. An Account Owner can choose from the following types of investment options: Target Allocation Portfolios (which invest in a combination of Underlying Funds), Single-Fund Portfolios (which invest in a single Underlying Fund), or Age-Based Portfolios (which invest in a series of Target Allocation Portfolios based on a Designated Beneficiary s age). (Each investment alternative within an investment option is referred to as a Portfolio. ) These investment portfolios are subject to change from time to time, and additional or different investment portfolios may be available in the future. For More Information See PROGRAM MANAGEMENT AND ADMINISTRATION. See THE FUTURE SCHOLAR PORTFOLIOS. $318,000 per Designated Beneficiary See PARTICIPATION AND ACCOUNTS Contributions Maximum Contribution. Initial contribution to establish an Account is $100 (waived for Automatic Investment Plan and Payroll) and $50 for subsequent contributions. Federal tax deferred growth. No federal income tax on Qualified Withdrawals. Contributions are deductible in computing the contributor s South Carolina taxable income for South Carolina personal income tax purposes. All or a portion of Non- Qualified Withdrawals may be includible in computing an Account Owner s South Carolina taxable income for the year in which the withdrawal is made, including such portion constituting principal as may be taxable under state recapture provisions. No federal gift tax on contributions up to $65,000 (single) and $130,000 (married couple) in 2012, if prorated over five years pursuant to election on gift tax return. No federal generation-skipping transfer (GST) tax on contributions up to $65,000 (single) and $130,000 (married couple) in 2012, if prorated over five years pursuant to election on gift tax return. Contributions are considered completed gifts for federal gift, estate, and GST tax purposes. No annual adjusted gross income (AGI) limits on Account Owners. Account balances may be used at any eligible post-secondary school in the U.S. or abroad. Account balances may be used to pay for the Designated Beneficiary s tuition, fees, room and board expenses (for students attending on at least a half-time basis), books, supplies and equipment required for enrollment or attendance at any eligible post-secondary school in the U.S. or abroad. None the Account Owner and Designated Beneficiary must each be a U.S. citizen or resident alien who resides in the United States. See PARTICIPATION AND ACCOUNTS Contributions Maximum Contribution. See TAX TREATMENT OF INVESTMENTS AND WITHDRAWALS. See PARTICIPATION AND ACCOUNTS Qualified Withdrawals. See INTRODUCTION Plans Within the Program Advisor Program. Designated Beneficiary Age None the Designated Beneficiary may be any age, from newborn to adult. 5

6 Limits Control of the Account Fees and Expenses Risks On-line Program Information Contact Information Account Owner retains control of how and when money is used. Account Owner can change the Designated Beneficiary to a Member of the Family of the existing Designated Beneficiary (as defined in Section 529 of the Code) without penalty at any time. Account Owner can take a Non-Qualified Withdrawal from the Account, subject to applicable federal and state income tax on earnings, an additional federal tax of 10% on earnings. Account Owner can change the investment allocation of assets already existing in the Account once per calendar year and upon a change in the Designated Beneficiary. Subject to eligibility, Account Owners may allocate each contribution to one of five different Pricing Alternatives for each selected Portfolio, each of which has a different fee structure (other than the Columbia Bank Deposit 529 Portfolio). Certain of these pricing alternatives involve initial sales charges and/or contingent deferred sales charges on certain withdrawals (including Qualified Withdrawals). Lower sales charges ( breakpoint discounts ) may be available in certain circumstances. You should consult your financial advisor about the choice of available classes and the availability of breakpoint discounts. The Financial Advisor Program assesses certain fees, which include a fixed annual account fee, a management and administration fee, and a distribution and service fee. In addition, Account Owners will indirectly bear the fees and expenses charged by the underlying investments of the Portfolios. Because the fees and expenses you will pay may vary by Pricing Alternative and Portfolio, you should consider the applicable fees and expenses when you choose among the Pricing Alternatives and Portfolios. Accounts in the Financial Advisor Program are subject to various risks, including risks of (i) investment losses, (ii) federal and state tax law changes, (iii) changes to the Financial Advisor Program (including changes in sales charges, fees and other expenses), and (iv) adverse effects on eligibility of the Account Owner or Designated Beneficiary for other benefits. Account Owners may view their Accounts on-line and may choose to order copies of account statements, transaction confirmations and other Financial Advisor Program materials. For more information, go to Regular Mail/ Future Scholar 529 College Savings Plan P.O. Box 8036 Boston, MA Overnight Mail: Future Scholar 529 College Savings Plan c/o BFDS 30 Dan Road, Suite 8036 Canton, MA For More Information See PARTICIPATION AND ACCOUNTS. See PROGRAM FEES AND EXPENSES What It Costs to Invest in the Program. See PROGRAM AND PORTFOLIO RISKS AND OTHER CONSIDERATIONS Investment Risks of the Underlying Funds (toll-free) Automated telephone service is available 24 hours a day, 7 days a week. Service representatives are available from 8:00 a.m. Eastern time, Monday through Friday. This Program Description, which is for use by prospective Account Owners utilizing the assistance of an investment professional, provides essential information to be considered in making a decision to invest under the Program. Please read this Program Description thoroughly before investing and retain this document for future reference. The Program Manager cannot provide financial advice or counseling about the Portfolios or Underlying Funds. 6

7 DEFINITIONS OF KEY TERMS Set forth below are definitions of certain key terms used in this Program Description. Other terms are defined elsewhere in this document. Account Account Application Account Owner Age-Based Portfolio BFDS CMIA CMID CMIS Columbia Management is an account established by an Account Owner pursuant to an Account Application and Participation Agreement for purposes of investing in the Trust Fund through the Financial Advisor Program. together with the Participation Agreement, constitutes the contract between the Account Owner and the Treasurer that establishes the Account and the respective obligations of the Treasurer and the Account Owner. is the individual or the entity opening an Account or any successor to such individual or entity and, with respect to joint Account Owners, means the two individuals collectively. means a Portfolio the assets of which are invested in a series of Target Allocation Portfolios over time based on a Designated Beneficiary s age. means Boston Financial Data Services, Inc., the transfer and servicing agent of the Program. means Columbia Management Investment Advisers, LLC which, together with CMID serves as Program Manager, and provides investment services to the Financial Advisor Program and is a wholly owned subsidiary of Ameriprise Financial, Inc. CMIA and CMID may be referred to as the Program Manager. means Columbia Management Investment Distributors, Inc. which, together with CMIA, serves as Program Manager CMIA and CMID may be referred to as the Program Manager. means Columbia Management Investment Services Corporation, an affiliate of CMIA and CMID and a registered transfer agent, which provides certain services to the Program, including answering and responding to telephone inquiries from existing Account Owners, prospective Account Owners of the Program and broker-dealers on behalf of such Account Owners. means CMIA and CMID. Columbia Wanger Asset Management, L. P. is an investment advisory affiliate of CMIA which runs the day-to-day business of the Columbia Acorn Fund and Columbia Acorn International Fund. Contribution is an amount contributed by an Account Owner or other person to an Account. Designated Beneficiary Eligible Educational Institutions JP Morgan Chase Bank for an Account is the person specified by the Account Owner whose Qualified Higher Education Expenses are expected to be paid from the Account. generally are accredited post-secondary educational institutions offering credit toward a bachelor s degree, an associate s degree, a graduate level or professional degree, or another recognized post-secondary credential. Institutions must be eligible to participate in certain federal student financial aid programs. Certain proprietary institutions, foreign institutions and post-secondary vocational institutions are included as are certain specified U.S. Military Academies. The U.S. Department of Education maintains a database of the institutions that qualify as Eligible Educational Institutions. means J.P. Morgan Chase Bank, N.A., the custodian of the Program. Maximum Contribution Limit means the maximum aggregate account balance, established by the Treasurer from time to time, which will limit the amount of Contributions that may be made to Accounts for any one Designated Beneficiary, as required by Section 529 of the Code. The balance in all accounts for the same Designated Beneficiary in South Carolina-sponsored Section 529 Programs will be aggregated for purposes of applying the Maximum Contribution Limit. 7

8 Participation Agreement Portfolio Pricing Alternative Program Description Program Manager Qualified Higher Education Expenses Section 529 Program Shares Single Fund Portfolio Supplement Target Allocation Portfolio Treasurer Trust Fund Underlying Funds is attached as Appendix A hereto. The Participation Agreement and Account Application together constitute the contract between the Account Owner and the Treasurer that establishes the Account and the respective obligations of the Treasurer and the Account Owner. means one of the Future Scholar Portfolios, which are the subaccounts established within the Trust Fund to which Contributions are allocated, and that are invested in Underlying Funds. means the type of Shares available for purchase by Account Owners. Each Pricing Alternative involves different charges payable to the Program Manager. is the then current Future Scholar 529 College Savings Plan Financial Advisor Program Description including any supplements. is the then current entity which is administering the Future Scholar 529 College Savings Plan. CMIA and CMID currently serve as the Program Manager. include tuition, fees, and the cost of books, supplies and equipment required for the enrollment or attendance of a Designated Beneficiary (including expenses for special needs services in the case of a special needs Designated Beneficiary) at an Eligible Educational Institution, along with room and board expenses, as allowable under Section 529 of the Code and described in more detail below. See PARTICIPATION AND ACCOUNTS Withdrawals Qualified Higher Education Expenses. means a qualified tuition program established under and operated in accordance with Section 529 of the Code. are interests in a Portfolio that are credited to the Account of the Account Owner when Contributions are made to an Account (or upon a subsequent investment exchange). means a Portfolio the assets of which are invested in a single Underlying Fund. means any then-current supplement(s) to the Program Description. means a Portfolio the assets of which are invested in a combination of Underlying Funds. means the Office of State Treasurer of the State of South Carolina. means the South Carolina College Investment Trust Fund created by Chapter 2 of Title 59 of the South Carolina Code of Laws of 1976, as amended, to hold the assets of the Program. are mutual funds, exchange traded funds or other investments in which assets of a Portfolio are invested. 8

9 INTRODUCTION General The Future Scholar 529 College Savings Plan (referred to herein as the Program ) has been established by the Treasurer to provide a tax-advantaged method to fund Qualified Higher Education Expenses of a Designated Beneficiary at Eligible Educational Institutions. See PARTICIPATION AND ACCOUNTS. The Program has been designed to comply with the requirements for treatment as a qualified tuition program under Section 529 of the Internal Revenue Code of 1986, as amended (the Code ). Opening a New Account An Account Owner who meets the eligibility requirements set forth below may establish Accounts in the Financial Advisor Program by executing an Account Application and funding the Account as described in this Program Description. Account Owners and others may make cash Contributions to Accounts, subject to Maximum Contribution Limits determined from time to time by the Treasurer. Contributions will be accepted provided that the aggregate balance of all accounts in South Carolinasponsored Section 529 Programs established for the same Designated Beneficiary (regardless of Account Owner) does not exceed the current Maximum Contribution Limit of $318,000 at the time the Contribution is made. The Treasurer expects to adjust the Maximum Contribution Limit periodically. For more information concerning Accounts, see PARTICIPATION AND ACCOUNTS. Contributions to an Account opened by an Account Owner will be invested in one or more Portfolios. Portfolios will be invested as described under THE FUTURE SCHOLAR PORTFOLIOS. Account Owners cannot direct the investments of the Portfolios. The Portfolios currently offer separate investment strategies as described under THE FUTURE SCHOLAR PORTFOLIOS. The investment options currently consist of Age-Based Portfolios, Target Allocation Portfolios and Single Fund Portfolios. The current target allocation to various asset classes of each Allocation Portfolio is also set forth below under THE FUTURE SCHOLAR PORTFOLIOS Portfolio Allocations. The performance of each Portfolio depends on the weighted average performance of the Underlying Funds in which it invests. Except for the Columbia Bank Deposit 529 Portfolio, the value of Shares in each Portfolio varies from day to day. Plans within the Program The Future Scholar Age-Based Portfolios, Target Allocation Portfolios and Single Fund Portfolios are currently offered through two programs, the Financial Advisor Program and the Direct Program, each with its own expense structure and Pricing Alternatives. Financial Advisor Program This Program Description describes the Financial Advisor Program and the Pricing Alternatives available through the Financial Advisor Program. Pricing Alternatives A and C are designed for Account Owners seeking advice and guidance from an investment professional and are available through registered broker-dealers. Pricing Alternative E is available to affiliates (including employees, enrollees and members of the organization) of organizations (employers, educational institution, union or other form of membership organization where individuals are affiliated by employment, enrollment or membership) that participate in a Future Scholar Group Plan. Pricing Alternative Z, is designed for and is generally only available to: (i) any employee of CMIA, CMID or CMIS and immediate family members of the foregoing who share the same address; (ii) employees and retired employees of certain large employers (generally defined by looking at an employer s number of employees and annual revenues) that participate in the Future Scholar Employee Program, at the discretion of the Program Manager; and (iii) Account Owners not otherwise described herein who owned Shares of Pricing Alternative Z on October 1, The Treasurer and the Program Manager may make Pricing Alternatives E and Z available to additional or different categories of employers in the future. 9

10 Direct Program The Direct Program is designed for self-directed investors and a Program Description for the Direct Program may be obtained by calling or visiting The Direct Program, which is offered by a separate program description, is currently offered only to Account Owners who are: (i) South Carolina residents; (ii) residents of other states but who have designated a South Carolina resident as Designated Beneficiary; (iii) employees of Ameriprise Financial, Inc. and its affiliates, and employees of BFDS; and (iv) employees of the State of South Carolina and employees of a political subdivision of the State of South Carolina, including school districts, regardless of residency. The Direct Program may also be offered to any other Account Owners whom the Treasurer and the Program Manager deem eligible. Expenses associated with the Direct Program are lower than those associated with the Financial Advisor Program and do not include financial advisor compensation. Neither the Program Manager nor any representative will give any advice to any Account Owner or offer any opinion regarding the suitability of any Portfolio that is offered through the Direct Program. The Financial Advisor Program and the Direct Program may be offered through additional or different distribution channels, as determined by the Treasurer and the Program Manager, and to additional or different categories of eligible investors. One Program may offer some or all Portfolios that are not available through the other Program. The expenses associated with the Financial Advisor Program are generally higher than those associated with the Direct Program. See PROGRAM FEES, EXPENSES AND SALES CHARGES. Prepaid Tuition Program The South Carolina Tuition Prepayment Plan is a prepaid tuition program for South Carolina residents that is also administered by the Treasurer. Enrollment in the Tuition Prepayment Plan is closed to new participants. PARTICIPATION AND ACCOUNTS Accounts may be established by Account Owners who are U.S. residents or resident aliens. The custodian for an account established under the Uniform Gifts to Minors Act or Uniform Transfers to Minors Act may also open an Account under certain circumstances. All Accounts are subject to Maximum Contribution Limits applicable to all Accounts under the Program for each Designated Beneficiary. In addition to Accounts opened by individuals, Accounts may be established by most types of legal entities, including trusts, where the entity s purposes and powers permit. Also, under proposed Treasury Regulations, Accounts under the Program may be established by a state or local government (or agency or instrumentality thereof) or an organization described in Section 501(c)(3) of the Code and exempt from taxation under Code Section 501(a) ( 501(c)(3) organization ), as part of a scholarship program operated by the government or 501(c)(3) organization. Accounts of legal entities rather than an individual are not discussed in this Program Description and the establishment of such Accounts and questions concerning them should be addressed to the Program Manager. Establishing an Account Account Application To establish an Account, an Account Owner must complete an Account Application and consent and agree to the terms and conditions of the Participation Agreement. Either the Treasurer or the Program Manager may require the completion of certain other documents for an Account to be established. There is no fee or charge for establishing an Account, although you may pay an initial or deferred sales charge depending on the Pricing Alternative you select. See PROGRAM FEES, EXPENSES AND SALES CHARGES below. Accounts will not be established, orders will not be executed, and the Account Application and Contribution amount will be returned if the Account Application is not complete and in good order. Signing an Account Application acknowledges receipt of this Program Description and the Participation Agreement and acceptance of the terms and conditions of the Participation Agreement. There may be only one Designated Beneficiary for each Account. Account ownership may be held individually or jointly by spouses, in which case authorization from both spouses is required to act with respect to the Account. A Successor to an Account Owner (defined below) may be identified for an Account on the Account Application. There is no limit to the number of Accounts that an Account Owner can open. 10

11 Joint Account Ownership Joint Account ownership is available for spouses only. The name and Social Security Number of the first Account Owner listed on the Account Application (primary Account Owner) will be used for IRS reporting purposes. Account statements, transaction confirmations, and Program Descriptions and supplements, as well as correspondence from the Program Manager, will be mailed to the address on file for the primary Account Owner. You can choose to have duplicate Account statements mailed to the other joint Account Owner at another address by completing the appropriate form. Identifying a Designated Beneficiary On the Account Application, Account Owners (other than state or local governments (or agencies or instrumentalities thereof) or 501(c)(3) organizations) must identify a Designated Beneficiary whose Qualified Higher Education Expenses are expected to be paid from the Account. There is no limit on the number of Accounts that can be opened for the same Designated Beneficiary by a single Account Owner or different Account Owners. The Designated Beneficiary may be the Account Owner or any other individual. There is no requirement that the Account Owner and Designated Beneficiary be related in any way. For information about changing the Designated Beneficiary of an Account, see Change of Designated Beneficiary below. The Designated Beneficiary of an Account does not receive any benefits from the Account until a withdrawal is made from the Account. Accounts Opened by Trustees, Custodians, Guardians, and Conservators An authorized trustee or custodian must be identified if Contributions to an Account come from an existing trust or custodial account. Trustees opening an Account on behalf of a trust must provide representations or documentation concerning the trustees authority or such other matters as required by the Program Manager. In addition, guardians and conservators may open an Account provided copies of the applicable governing documents are acceptable to the Program Manager. An Account Owner may authorize another individual or entity to exercise his or her rights over an Account or to open an Account through a power of attorney. However, the Treasurer and the Program Manager reserve the right to take instructions from an Account Owner s agent only if the Account Owner is incompetent. A copy of the power of attorney must be presented to the Program Manager. If applicable, the power of attorney must be durable, and must include other language acceptable to the Program Manager, including the power to make or revoke gifts. Scholarship Accounts Accounts may be established by state or local governments (or agencies or instrumentalities thereof) or 501(c)(3) organizations and most types of legal entities, including trusts, whose purposes and powers so permit. As an Account Owner, a government or 501(c)(3) organization may establish an Account as part of a scholarship program operated by such government or organization (a Scholarship Account ). Governments and 501(c)(3) organizations may designate a Portfolio or any combination of Portfolios in which Contributions to a Scholarship Account are to be invested. Contributions to such Scholarship Accounts will be permitted even if they cause the balance of the Account to exceed the Program s Maximum Contribution Limit. Questions regarding the establishment of Scholarship Accounts should be addressed to the Program Manager. Selection of Investment Option(s) Account Owners also must indicate on the Account Application to which Portfolio(s), and in what percentages, Contributions to an Account should be allocated. An Account Application will not be deemed complete without a designation of one or more Portfolios and allocation(s) equaling 100%. If the Account Owner is investing systematically through Automated Clearing House ( ACH ) or payroll deduction, these allocations will be used to allocate those future Contributions. For additional Contributions via check, or any other method, the Account Owner must identify the Portfolio(s) to which these proceeds should be allocated if the Account holds more than one Portfolio. All current and future Contributions will be processed to the Pricing Alternative selected at the time of Account opening. See Portfolio Selection for information about changing existing investment allocations and/or changing the investment allocation of future Contributions. Personal Information Establishment of an Account is subject to acceptance by the Program Manager, including the verification of an Account Owner s identity and other information in compliance with the requirements of the USA PATRIOT Act and other applicable law. If an Account Owner does not provide the information as requested on the Account Application, the Program Manager may refuse to open an Account for the Account Owner. If reasonable efforts to verify this information are unsuccessful, the Program Manager may take certain actions regarding the Account without prior notice to the Account Owner, including, among others, rejecting Contributions and withdrawal and transfer requests, suspending Account services, or closing the Account. Shares redeemed as a result of closing an Account will be valued at the Shares Net Asset Value next calculated after the Program Manager closes the Account. The risk of market loss, tax implications, and any other expenses, as a result of the liquidation, will be solely the Account Owner s responsibility. 11

12 Contributions Initial and Subsequent Contributions by Check Initial Contributions by check must be at least $100 for each Account and should be made payable to the Future Scholar 529 College Savings Plan. Initial Contributions by check should be sent to the Program Manager, along with a completed Account Application. Account Owners will receive statements confirming investments purchased and such other information as may be required by law. Subsequent Contributions by check must be for at least $25 for each Account. Automatic Contribution Plan 1 Account Owners may authorize the Program Manager to perform automated, periodic debits to contribute to their Accounts from a checking or savings account in the Account Owner s name at their financial institution. These Contributions will be made through the Program s Automatic Contribution Plan. To initiate this Contribution method, Account Owners must complete the electronic subsequent Contribution section of the Account Application or request a Future Scholar Account Update/Automatic Contributions Change Form from the Program Manager. There is no minimum payment requirements for Automatic Contribution Plans. The $100 minimum initial contribution and the $25 subsequent contribution requirement do not apply to the Automatic Contribution Plan. An authorization to perform automated, periodic deposits will remain in effect until the Program Manager has received notification of its termination. Account Owners or the Program Manager may terminate the enrollment in the Program s Automatic Contribution Plan at any time. Any termination of such service initiated by an Account Owner must be in writing and may take up to 10 business days after receipt by the Program Manager to become effective. A complete withdrawal of all amounts in an Account will be considered a termination of enrollment in the Automatic Contribution Plan. There is no charge for enrolling in the Program s Automatic Contribution Plan or for an electronic funds transfer to an Account. Enrollments in the service are processed within 10 business days after acceptance by the Program Manager and thereafter debits begin on the day and with the frequency specified by the Account Owner. Direct Deposit from Payroll Account Owners may be eligible to make automatic, periodic Contributions to their Accounts by direct deposit ACH by payroll deductions. The minimum payroll deduction amount is $50 per month per Account. (The $100 minimum initial contribution requirement does not apply to Contributions by payroll deduction.) Contributions by payroll deduction will only be permitted from organizations able to meet the Program Manager s operational and administrative requirements for Section 529 Program Payroll Contributions. For more information, contact Future Scholar at UGMA/UTMA Accounts Custodians under Uniform Gifts to Minors Act ( UGMA ) and Uniform Transfers to Minors Act ( UTMA ) accounts outside the Program must execute Account Applications as UGMA/UTMA custodians and establish Accounts separate from any Accounts they may hold in their individual capacity before contributing UGMA/UTMA property. The Program Manager must be notified upon appointment of a successor UGMA/UTMA custodian. Account Owners maintaining Accounts as UGMA/UTMA custodian may not change the Designated Beneficiary for their Accounts, except as may be permitted by applicable law, and must notify the Program Manager when the custodianship terminates. All Contributions to Accounts held by the UGMA/UTMA custodian will be treated by the Program as subject to the UGMA/UTMA. Because only cash Contributions are allowed under Section 529 of the Code, investments in UGMA/UTMA accounts must be liquidated in order to invest the proceeds in an Account. Because the Designated Beneficiary of an Account under the UGMA/UTMA is the owner of the Account, any tax consequences from a withdrawal from an Account will be imposed on the Designated Beneficiary, and not the UGMA/UTMA custodian Account Owner (who is considered the owner of the Account by the Program). Account Owners who are also UGMA/UTMA custodians who wish to retain control over and ownership of non-ugma/utma Account assets must establish a separate Account for such non-ugma/utma assets. Maximum Contribution Currently, Contributions will be permitted if they do not cause the aggregate balance of all accounts for the same Designated Beneficiary in South Carolina-sponsored Section 529 Programs (regardless of Account Owner) to exceed $318,000 at the time the Contribution is made. In other words, Contributions may no longer be made to an Account if the aggregate balance of all accounts with the same Designated Beneficiary in South Carolina-sponsored Section 529 Programs (regardless of Account Owner) totals $318,000. If the aggregate balance of all such Accounts falls below $318,000, additional Contributions may again be made until the Maximum Contribution Limit is reached. An Account may still continue to accrue earnings once the Maximum Contribution Limit has been reached. The Treasurer expects to adjust the Maximum Contribution Limit periodically. Information concerning the applicable Contribution limit in effect may be obtained from the Program Manager. While not anticipated, it is possible that federal law might impose a lower limit on maximum allowable Contributions. Contribution Policies Following receipt of Contributions by check or draft or by transfer of funds electronically, the Program reserves the right, subject to applicable law, not to allow withdrawals of those funds (or their equivalent) for up to ten 1 A program of regular investment cannot assure a profit or protect against a loss in a declining market. 12

13 business days for checks, drafts, and electronic transfers. Please ask the Program Manager about the specific time periods involved. A Contribution, rollover or transfer may be refused if the Treasurer reasonably believes that (i) the purpose is for other than funding the Qualified Higher Education Expenses of the Designated Beneficiary of an Account, (ii) there appears to be an abuse of the Program, or (iii) such transaction is unlawful. The Program may not be able to determine that a specific Contribution, rollover or transfer is for other than funding the Qualified Higher Education Expenses of a Designated Beneficiary, abusive or unlawful. The Program therefore makes no representation that all such Contributions, rollovers or transfers can or will be rejected. Rollover Contributions Rollover Contributions Rollovers from Another State s Section 529 Program Rollover Contributions directly from another Section 529 Program to an established Account may be initiated by executing an Incoming Rollover Form and providing a statement issued by the distributing Section 529 Program that shows the principal and earnings portions of the Contribution. Rollover Contributions from another Section 529 Program sent directly to an Account Owner must be accompanied by an Incoming Rollover Form and a statement issued by the distributing Section 529 Program that shows the principal and earnings portions of the Contribution. Rollover Contributions to an Account from another Section 529 Program are federal income tax free only if the rollover is into: an Account for the same Designated Beneficiary, and there have been no other Section 529 Program rollovers within the immediately preceding 12 months for the same Designated Beneficiary, or an Account for a Designated Beneficiary who is a Member of the Family (defined below) of the Designated Beneficiary of the account from which the rollover Contribution was made (see Change of Designated Beneficiary General for a discussion of possible gift or GST tax consequences). Rollovers from Coverdell Education Savings Accounts Coverdell Education Savings Account ( Coverdell ESA ) assets can be rolled over to an Account. In order to take advantage of a tax-free rollover from a Coverdell ESA, the rollover Contribution must be accompanied by an Incoming Rollover Form. An account statement issued by the financial institution that acted as trustee or custodian of the Coverdell ESA that shows the principal and earnings portions of the rollover Contribution must also be provided to the Program Manager. Rollovers from Qualified U.S. Savings Bonds Assets invested in certain U.S. savings bonds issued after 1989 can be rolled over to an Account. In order to take advantage of a tax-free rollover in connection with the liquidation of Series EE or Series I bonds, the rollover Contribution must be accompanied by an Incoming Rollover Form In addition, an account statement or IRS Form 1099-INT issued by the financial institution that redeemed the bonds showing the interest portion of the redemption proceeds must also be provided to the Program Manager. See IRS Publication 970 or consult your tax advisor to determine your eligibility for a tax-free rollover. Transfer to Another Account within the South Carolina Program Please note that, for federal tax purposes, a transfer of assets for the same Designated Beneficiary from one Section 529 Program sponsored by the State of South Carolina to another Section 529 Program also sponsored by the State of South Carolina is considered an investment reallocation (subject to the onceper-calendar year limitation) and not a rollover Contribution. General Considerations Rollovers require the liquidation of assets and the contribution of cash to an Account. Rollover Contributions to an Account must be made within 60 days of the liquidation and withdrawal of such assets from another account. If the Account Owner effects a qualifying rollover, the withdrawal from the originating Section 529 Program account will not be subject to federal income tax or the additional 10% tax on earnings. Tax Considerations Until a statement issued by the distributing Section 529 Program, trustee or custodian of the Coverdell ESA or financial institution that redeemed the U.S. savings bonds showing the principal and earnings portion of the Contribution is received by the Program Manager, the Program will treat the entire amount of the rollover Contribution as earnings in the receiving Account for tax purposes. An Account Owner may be required to provide certain documentation to the distributing Section 529 Program. Rollovers and other transfers between accounts in college savings programs can have substantial federal and state income tax and transfer tax consequences, and Account Owners and Designated Beneficiaries are advised to consult with a qualified tax advisor prior to any such rollover or other transfer. Such rollovers and other transfers may also result in sales charges. 13

14 Ownership of Contributions Pursuant to the Act, the Account Owner retains ownership of all Contributions made to an Account and all earnings allocated to an Account up to the date of withdrawal. Special rules apply to Accounts established by UGMA/UTMA custodian Account Owners. An Eligible Educational Institution obtains ownership of the amounts disbursed from an Account to such Eligible Educational Institution with respect to the Qualified Higher Education Expenses paid to the Eligible Educational Institution at the time each disbursement is made to the Eligible Educational Institution, subject to any applicable refund policy or other policies of the Institution. Any individual or entity may make Contributions to an Account. Only the Account Owner will receive confirmation of Account transactions. Individuals or entities other than the Account Owner that contribute funds to an Account will have no subsequent control over those Contributions. Only the Account Owner may direct transfers, rollovers, investment changes (as permitted under federal law), withdrawals and changes in the Account Owner or Designated Beneficiary. Changing Investment Portfolios within the Program Account Owners may move assets already held in an Account to a different mix of Portfolios (an Investment Exchange ) once per calendar year without changing the Designated Beneficiary. An Account Owner may also make an Investment Exchange at any time he or she changes the Designated Beneficiary, whether or not the Account Owner has previously directed an Investment Exchange within the calendar year. The Investment Exchanges described in the immediately preceding two sentences will not be subject to federal or state income tax or to the additional federal tax of 10% on earnings. For purposes of the once-per-calendaryear restriction, accounts in all Section 529 Programs sponsored by the State of South Carolina, such as the Program, with the same Account Owner and the same Designated Beneficiary are treated as a single Account. Accordingly, if an Account Owner decides to reallocate the assets in an Account, any desired reallocations to all Accounts in all such Section 529 Programs sponsored by the State of South Carolina with the same Designated Beneficiary should be made at the same time. Any such Investment Exchange for the same Designated Beneficiary must be done directly between the programs, without a distribution of money from the initial program to the Account Owner or any other person. Assets reallocated from one Portfolio to another will be used to purchase Shares in the selected Portfolio of the same Pricing Alternative as those being surrendered in connection with the reallocation. The new Shares will retain the same holding-period characteristics as the previously held Shares for purposes of calculating any applicable contingent deferred sales charge. The limitations above apply only to assets already existing in an Account, and do not apply to new subsequent Contributions. More specifically, Account Owners may choose to invest new Contributions in any mix of Portfolio choices and may change these choices at any time in connection with future Contributions. Please also note that the automatic reallocations under the Age-Based Portfolio options do not themselves constitute reallocations for purposes of the limitations above. Successor Account Owners Death or Incapacity An Account Owner (other than a joint Account Owner) may designate a successor Account Owner (to the extent permissible in accordance with applicable law). The Successor Account Owner shall assume all of the current Account Owner s rights, title and interests in an Account (including the right to withdraw assets from the Account and to change the Designated Beneficiary) upon the death or incapacity of the current Account Owner. Such designation must be in writing and is not effective until accepted by the Program Manager. Special rules apply to UGMA/UTMA accounts. The successor Account Owner will be required to provide the Program Manager with a certified copy of a death certificate in the case of the death of an Account Owner or an acceptable medical authorization or court order in the case of the incapacity of an Account Owner and such other information as the Program Manager requires prior to taking any action regarding the Account. A designation of a successor Account Owner that is executed by an Account Owner prior to his or her death or incapacity and is accepted following the Account Owner s death or incapacity will govern all directions with respect to the Account following (but not prior to) the Program Manager s acceptance of the designation. A successor Account Owner may be named on the Account Application Form. In the event no successor Account Owner is named on the Account Application or on another form accepted by the Program Manager, or the named successor Account Owner predeceases the Account Owner or does not accept ownership of the Account, the surviving spouse of the Account Owner, provided he or she is the natural or adoptive parent of the Designated Beneficiary, will become the Account Owner for the Account. In the event there is no surviving spouse who is a parent of the Designated Beneficiary and the Designated Beneficiary is not a minor, the Designated Beneficiary will become the Account Owner for the Account. If the Designated Beneficiary is a minor, the Designated Beneficiary s custodial guardian will become the Account Owner for the Account. If the Designated Beneficiary has more than one custodial guardian, the oldest custodial guardian will become the Account Owner for the Account. If the Designated Beneficiary predeceases the Account Owner or dies in a manner that it cannot be determined who died first, the estate of the Designated Beneficiary will become the Account Owner for the Account. Account Owners may name a contingent successor Account Owner(s), in case a designated successor Account Owner is deceased or incapacitated, or establish other rules for successor Account Owners, in each case subject to review and acceptance by the Program 14